Agreement - Teamsters Local 399

applied pursuant to subsection (c)(2) or pursuant to subsection
(c)(3)(iii)(A) or pursuant to subsection (c)(3)(iii)(B) above. Such reports
shall be furnished quarterly during each fiscal year of the Producer.
Concurrently with the furnishing of each such report, the Producer will
make the payments shown to be due by such report. All required
payments shall be made by check payable to the order of and delivered
to the Retired Employees Fund. Each such quarterly statement shall
designate the title of the motion picture involved. On request, the
Producer shall make available to the Retired Employees Fund all
accounting statements delivered by a distributor to the Producer, but
only insofar as such statements relate to the Producer’s gross. The
Retired Employees Fund shall have the right, at reasonable times, to
examine the books and records of Producer insofar as they relate to the
Producer’s gross and -- as to any motion picture for which Producer
assumes as Buyer the obligation to make percentage payments pursuant
to subsection (b)(8) above -- the documents reflecting or effectuating the
purchase; provided that, with respect to these latter documents, the
Producer may require the persons examining them to execute reasonable
agreements to respect their confidentiality. Producer shall not be
required to furnish any quarterly statement hereunder with respect to the
motion picture prior to Producer’s receipt of any Producer’s gross with
respect to the motion picture, or for any quarterly period during which
no Producer’s gross from the motion picture is received by the Producer.
(2) For each motion picture produced by Producer which
the Producer plans to prorate (whether proration is being applied
pursuant to subsection (c)(2) or pursuant to subsection (c)(3) above) for
three (3) years after either the date of the first quarterly report showing a
percentage payment on such motion picture or the receipt by the Retired
Employees Fund of the Producer’s written request for audit of the
percentage payments due, Producer shall maintain and make available to
the Retired Employees Fund and its auditors the following information:
the names of the employees on the Los Angeles production crew; the
names of the employees on the entire production crew; the names of all
individuals subject to the Basic Agreement working on the motion
picture (whether in pre-production, production or post-production
functions); the names of all individuals who were not subject to the
Basic Agreement but who worked on the motion picture in job
categories referred to either in the Basic Agreement or in the other
collective bargaining agreements between Producer and the West Coast
Studio Locals or between Producer and the unions referred to in section
(e) below; the total below-the-line labor costs of individuals subject to
the Basic Agreement (whether in pre-production, production or
post-production functions); and, the total below-the-line labor costs of
all individuals working on the motion picture in job categories referred
to either in the Basic Agreement or in the other collective bargaining
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